ENOVA MINING LIMITED — Proxy Solicitation & Information Statement 2007

Aug 20, 2007

CROSSLAND URANIUM MINES LIMITED ABN 64 087 595 980

NOTICE OF A GENERAL MEETING

Notice is hereby given that a General Meeting of the Shareholders of Crossland Uranium Mines Limited will be convened at 11.00 am on Friday, 28 September 2007, at the North Sydney Club 88 Berry Street, North Sydney, NSW.

If you are unable to attend the meeting, we encourage you to complete and return the enclosed Proxy Form. The completed Proxy Form must be received by the Company at least 48 hours before the commencement of the meeting.

An Explanatory Statement is attached. Shareholders should read this in full.

ORDINARY BUSINESS

To consider and if thought fit to resolve for the limited purposes of S250 R(3)

RESOLUTION 1 – Grant of Options to Geoffrey Eupene

“That, pursuant to and in accordance with Listing Rule 10.11 of the ASX Listing Rules, Chapter 2E of the Corporations Act 2001 and all other purposes, the Directors be authorised to grant 1,482,000 options in the Company to Mr G Eupene or his nominee, the details of which are set out in the Explanatory Statement forming part of this Notice of Meeting.”

Voting Exclusion Statement The Company will disregard any votes cast on Resolution 1 by Geoffrey Eupene or an associate of that person , however, the Company need not disregard a vote if:

(i) the vote is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or (ii) the vote is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

RESOLUTION 2 – Grant of Options to Robert Cleary

“That, pursuant to and in accordance with Listing Rule 10.11 of the ASX Listing Rules, Chapter 2E of the Corporations Act 2001 and all other purposes, the Directors be authorised to grant 880,000 options to subscribe for shares in the Company to Mr R Cleary or his nominee, the details of which are set out in the Explanatory Statement forming part of this Notice of Meeting.”

Voting Exclusion Statement

The Company will disregard any votes cast on Resolution 2 by Robert Cleary or an associate of that person, however, the Company need not disregard a vote if:

(i) the vote is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

(ii) the vote is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

CROSSLAND URANIUM MINES LIMITED

ABN 55 105 154 185

NOTICE OF A GENERAL MEETING

RESOLUTION 3 – Grant of Options to Peter Walker

“That, pursuant to and in accordance with Listing Rule 10.11 of the ASX Listing Rules, Chapter 2E of the Corporations Act 2001 and all other purposes, the Directors be authorised to grant 1,010,000 options to subscribe for shares in the Company to Mr P Walker or his nominee, the details of which are set out in the Explanatory Statement forming part of this Notice of Meeting.”

Voting Exclusion Statement

The Company will disregard any votes cast on Resolution 3 by Peter Walker or an associate of that person, however, the Company need not disregard a vote if:

• (i) the vote is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

• (ii) the vote is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

RESOLUTION 4 – Grant of Options to Patrick Elliott

“That, pursuant to and in accordance with Listing Rule 10.11 of the ASX Listing Rules, Chapter 2E of the Corporations Act 2001 and all other purposes, the Directors be authorised to grant 290,000 options to subscribe for shares in the Company to Mr P Elliott or his nominee, the details of which are set out in the Explanatory Statement forming part of this Notice of Meeting.”

Voting Exclusion Statement

The Company will disregard any votes cast on Resolution 4 by Patrick Elliott or an associate of that person, however, the Company need not disregard a vote if:

• (i) the vote is cast by a person as proxy for a person who is entitled to vote, in accordance with the directions on the proxy form; or

(ii) the vote is cast by the person chairing the meeting as proxy for a person who is entitled to vote, in accordance with a direction on the proxy form to vote as the proxy decides.

Dated this 17th day of August 2007

BY ORDER OF THE BOARD

Malcolm K Smartt COMPANY SECRETARY

CROSSLAND URANIUM MINES LIMITED ABN 55 105 154 185

EXPLANATORY STATEMENT

This Explanatory Statement has been prepared to provide Shareholders with material information to enable them to make an informed decision on the business to be conducted at the General Meeting of the Company. Amongst other things, this Explanatory Statement provides Shareholders with the information required to be provided to Shareholders by the Corporations Act 2001 and the Official Listing Rules of the Australian Securities Exchange Limited (ASX Listing Rules).

The Explanatory Statement sets out an explanation of each of the resolutions to be put to Shareholders.

ORDINARY BUSINESS

RESOLUTION 1 TO 4 Grant of Options to Geoffrey Eupene, Robert Cleary, Peter Walker and Patrick Elliott.

Background

In May 2006, when the merger with Klondyke Source Limited was approved by shareholders, shares and options were issued as consideration for the Crossland Mines Pty Ltd assets to the Crossland Mines Pty Ltd shareholders. Messsrs Eupene, Cleary, Walker and Elliott were all shareholders of Crossland and at the same meeting shareholders approved their appointment as Directors of the new merged Company. There were 15,325,100 options issued to 20 ex shareholders of Crossland with an exercise price of 23 cents and an expiry date of 31 December 2007. The average trading price of Klondyke on the Newcastle Stock Exchange (now National Stock Exchange) for the previous 12 months was 3.17 cents and circa 700,000 shares had been traded in that period. These options were some 700% above the money and were all unrestricted and free to trade. The new Board then worked towards raising more funds and listing on the ASX, and this was achieved on 13 April 2007.

The ASX Listing Rules have been interpreted in this instance so that upon listing on the ASX, all Directors’ shares and options have been restricted (not tradeable) for 24 months from the date of listing. This means that no Director can trade any stock until 13 April 2009. Restriction was never considered at the time of merger and as the options issued to Directors expire within the restriction period, all Directors would have to fund the conversion themselves and to exacerbate the problem, the resultant shares would then also be restricted until 13 April 2009. In many instances, Directors will sell some shares to convert options, or fund the conversion themselves and then after conversion sell enough to recoup the conversion cost. In this situation, the Directors have no unrestricted shares to sell to fund conversion and if they fund the exercise themselves they will not be able to sell any of the converted shares until 13 April 2009.

The ASX Listing Rules do not allow a Company to alter the price or expiry date of any options on issue even with shareholder approval. The situation is therefore that these Directors are likely to have to let these options lapse and given that it was part consideration for the merger and that the shares are now trading at some 2,400% above the price at the time of merger, the most equitable way is to issue further options with the same exercise price but an expiry after 13 April 2009 – so they could then sell some of the shares that will come out of restriction and be able to fund the conversion.

As explained, this is not an additional benefit to Directors and for the shareholders who held stock on the NSX, this merger can only be seen as very successful.

Under Resolutions 1 to 4, Shareholder approval is therefore sought for the grant of Options to related parties of the Company.

ASX Listing Rule 10.11 and Chapter 2E of the Corporations Act 2001 requires Shareholder approval to be obtained for the issue of any options to Directors.

CROSSLAND URANIUM MINES LIMITED

ABN 55 105 154 185

EXPLANATORY STATEMENT

ASX Listing Rule 10.11

For the purposes of Listing Rule 10.13, the following information is provided to shareholders:

• a) The name of the persons (or their nominees) to whom the securities will be issued;

• i) Mr G Eupene

• ii) Mr R Cleary iii) Mr P Walker; and iv) Mr P Elliott

b) The number of securities to be granted 3,660,000 options are to be granted as follows:

Name of Director	Number of Options
Mr G Eupene	1,480,000
Mr R Cleary	880,000
Mr P Walker	1,010,000
Mr P Elliott	290,000

• c) The date by which the Company will grant the securities - Within 1 month of the General Meeting

• d) The issue price of the securities and terms of the issue – There is no issue price for these options and they will be granted for no consideration. The terms and conditions of the Options are set out on page 7 of this Explanatory Statement.

• e) A voting Exclusion Statement – See Notice of Meeting f) The intended use of the funds raised – There will be no funds raised

By reason of ASX Listing Rule 7.2 (Exception 14), if the approval of the Shareholders for the issue of these options is obtained pursuant to Listing Rule 10.11, separate approval is not required pursuant to Listing Rule 7.1. This means that the issue of these options will not erode the Company’s ability to issue equity securities up to the 15% limit prescribed by the ASX Listing Rule 7.1 without further Shareholder approval.

CROSSLAND URANIUM MINES LIMITED

ABN 55 105 154 185

EXPLANATORY STATEMENT

Chapter 2E of the Corporations Act 2001 (“the Act” )

Chapter 2E of the Act prohibits, subject to certain exceptions (none of which are relevant here), a Company from giving a financial benefit to a related party of the Company without prior Shareholder approval.

A “related party” for the purposes of the Corporations Act is widely defined. It includes a director of a public company or specified members of the director’s family. It also includes an entity over which a director maintains control.

A “financial benefit” for the purposes of the Corporations Act is also defined widely. It includes a public company paying money to another entity. It also includes the public company granting an option over its securities. In determining whether or not a financial benefit is being given, it is necessary to look to the economic and commercial substance and the effect of the transaction (rather than just the legal form) and any consideration which has been given is to be disregarded, even if it is full or adequate.

For the purposes of Chapter 2E of the Act, Messrs Eupene, Cleary, Walker and Elliott are “related parties” - and the issue of Options to them constitutes “financial benefits” which require prior Shareholder approval.

In accordance with Section 219 of the Act, the following information is provided to Shareholders to allow them to assess whether or not it is in the Company interests to pass this resolution.

• a) Messrs Eupene, Cleary, Walker and Elliott are related parties by virtue of them being directors of the Company. Subject to Shareholder approval, the following maximum number of Options will be granted to Messrs Eupene, Cleary, Walker and Elliott or their respective nominees:

Name of Related Party	Number of Options
Geoffrey Eupene	1,480,000
Robert Cleary	880,000
Peter Walker	1,010,000
Patrick Elliott	290,000
Total	3,660,000

• b) The nature of the financial benefit is the issue of the options for nil consideration as noted above and on the terms set out at the end of this Explanatory Statement.

• c) Messrs Eupene, Cleary, Walker and Elliott express no opinion and make no recommendations to the shareholders in respect Resolutions 1 to 4 because they have a material interest in the outcome of the respective Resolutions.

• d) Messrs Eupene, Cleary, Walker and Elliott have an interest in the outcome of these resolutions and details of the potential benefits are listed below.

Other information that is reasonably required by members to make a decision and that is known to the Company or any of its Directors

Current Share Capital

If the options are issued pursuant to the proposed resolution, the Company considers that Messrs Eupene, Cleary, Walker and Elliott will have a vested interest in the affairs of the Company. As options are a performance based incentive, they will have an incentive to ensure that the market price of the shares of the Company increases to create a value in the options and this will benefit all Shareholders. Should the options be exercised, $841,800 of working capital will be raised at no significant cost.

The primary purpose of the proposed issue to the Directors is not to raise capital but to allow the initial consideration of this successful merger to stay in place. The Company does not believe that the issue will involve any significant opportunity cost.

CROSSLAND URANIUM MINES LIMITED

ABN 55 105 154 185

EXPLANATORY STATEMENT

Other information that is reasonably required by members to make a decision and that is known to the Company or any of its Directors (continued)

The potential cost to the Company of the issue of 3,660,000 options is that there will be dilution of the issued share capital if the options are exercised, however as detailed in the background to this situation, the current options are likely to lapse and there would then therefore be virtually no further dilution than at present. In the event that these options held by these Director were exercised before the current issued capital of 114,217,770 was otherwise expanded the dilution effect would be 3.09%. However it is much more likely that the current capital will be expanded before the options are exercised. For example, if all of the other unlisted options currently on issue are exercised first, the dilutionary effect of the exercise of all of the options would be 2.50%.

The options are likely to be exercised at a time when the market price of the Company’s shares is greater than the exercise price of the options. It follows that there will be a theoretical detriment in so far as the Company will be required to issue shares at a price lower than it may might otherwise have been able to, with the results that less funds will be raised – but of course this disregards entirely the benefit the Company will have received in exchange for the options and the value added to the market capitalisation of the Company.

Valuation of Options

ASIC guidelines specify that a valuation must be carried out in line with the International Accounting Standards Board's (IASB) Exposure Draft on Share Based Payments. This leaves it up to individual companies to choose a valuation model from a number of alternatives. Making the right choice has real consequences both for meeting shareholder expectations about disclosure and transparency, and ultimately how effectively option-based incentives are in rewarding executives for performance. It seems to your directors that compliance with the guideline is of little if any assistance to shareholders in making a decision or at all.

The Black-Scholes calculation method has been adopted by the company as it is widely recognised by relevant authorities and bodies as being appropriate and most companies today value their options using the Black-Scholes method. While the use of this method is very widespread, in the experience of the directors the method produces unhelpful results. Whilst it is beyond the scope of this explanatory memorandum to analyse the reasons for the difference between reality and theory, some pertinent observations follow.

The model is based on theoretical foundations and assumptions. It calculates the theoretical call price (ignoring dividends paid during the life of the option) using five determinants of an option's price: stock price, strike price, volatility, time to expiration, and short-term (risk free) interest rate.

Option values as determined using the method are very sensitive to changes in volatility. Volatility however cannot be directly observed and must be estimated.

The Black-Scholes price is nothing more than the amount an option writer would require as compensation for writing a call and completely hedging the risk. The hedger's view about future stock prices is irrelevant.

Your directors do not adopt the result of the application of the method as producing a valid indication of the value of the options and as detailed above, this is not an additional benefit being granted to Directors, it is allowing one of the initial considerations for the merger to stand.

CROSSLAND URANIUM MINES LIMITED

ABN 55 105 154 185

EXPLANATORY STATEMENT

Volatility

In valuing the options, a volatility factor of 50% has been used. This is clearly an average.

The application of the Black-Scholes method can produce wildly different results on a daily basis as the following examples demonstrate.

On the date that the Black-Scholes method was initially applied for the purpose of calculating the value of the options for disclosure in this explanatory memorandum, the closing price for shares in the company was 25 cents.

Your directors have no confidence that any indication as to value will assist in a meaningful way. However, in order to comply with policy, a range of values applying Black-Scholes methodology (and discounting the product thereof as detailed below), applying consistent variables other than price, is set out below:

Share Price Valuation per option Cents Cents 20 2.8 23 3.9 30 7.1 35 9.6

In arriving at these valuations, apart from pricing, the same variables were used, namely:

1. 6% interest rate; 2. 50% volatility; 3. exercise price of 23 cents; 4. 578 days between deemed grant date of 30 Sep 07 grant date and expiry 30 Apr 09;

with the product being discounted by 40% to take cognisance of the options not being listed and the difficulty confronting directors but not other shareholders in having to report to the market all changes to their relevant interests.

Utilising the value ascribed to the options by adopting an assumed 23 cent share price, the “value” of the options to each Director will be as follows:

a)	Mr G Eupene	-	$	57,720
b)	Mr R Cleary	-	$	34,320
c)	Mr P Walker	-	$	39,390
d)	Mr P Elliott	-	$	11,310

In summing up, the directors do not regard the application of the Black-Scholes valuation method (or any other method) prior to the date of grant of the options as providing a reliable indication of the value which will be attributed to the options at the date of their grant (which may be up to 1 month after the date of this notice).

CROSSLAND URANIUM MINES LIMITED

ABN 55 105 154 185

EXPLANATORY STATEMENT

Directors’ Remuneration

Currently each Director receives the following from the Company:

• a) Mr Eupene, as CEO, receives a cash benefit of a minimum $.. per annum and consulting fees of $10,000 per month;

• b) Mr Cleary as Chairman receives $50,000 per annum in fees; and

• c) Messrs Walker receives Non - Executive fees of $35,000 per annum plus specialist consultant fees on an as needed basis.

• d) Mr Elliott receives Non-Executive fees of $35,000 per annum

Directors’ Shareholdings

	Ordinary fully paid shares	Options
GeoffreyEupene	9.201.350	1,481,603
Robert Cleary	5,892,326	875,779
Peter Walker	2,846,148	1,008,677
Patrick Elliott	4,359.065	2,137,388

Share Price

The price of the Company’s shares quoted on the ASX since listing on 13 April 2007 have ranged from a low of 19 cents on 17 August 2007 to a high of 72.5 cents on 13 April 2007. The closing price of the Shares on ASX on the trading day immediately preceding the date of lodgement of this Notice with the ASIC was 30 cents on 10 August 2007 and on the date this Notice was signed (17 August 2007) the closing price was 19 cents.

Other Information

Neither the Directors nor the Company are aware of any other information that would be reasonably required by the shareholders to make a decision in relation to the financial benefits contemplated by Resolutions 1 to 5.

Appendix A

Material Terms and Conditions of Options

The Options will entitle the holders to subscribe for Shares in the Company on the following terms:

• (a) each Option entitles the holder, when exercised, to one (1) Share in the Company;

• (b) the Options are exercisable at any time on or prior to 5.00pm (Eastern Standard Time) on 30 April 2009 ( Expiry Date ) by completing an Option exercise form and delivering it together with the payment for the number of Shares in respect of which the Options are exercised to the registered office of the Company;

• (c) each option may be exercised by notice in writing to the Company during the period referred to in condition (b), accompanied by payment of 23 cents per share;

• (d) an Option does not confer the right to a change in exercise price or a change in the number of underlying shares over which the Option can be exercised;

• (e) all Shares issued upon exercise of the Options will rank pari passu in all respects with the Company’s then issued ordinary shares ( Shares ). The Company will apply for the quotation on ASX of all Shares issued upon exercise of the Options;

• (f) there are no participating rights or entitlements inherent in the Options and holders will not be entitled to participate in new issues of capital offered to Shareholders during the currency of the Options. However, the Company will ensure that for the purposes of determining entitlements to and such issue, the record date will be at least 7 Business Days after the issue is announced. This will give Option holders the opportunity to exercise their Options prior to the date for determining entitlements to participate in any such issue; and

• (g) if at any time the issued capital of the Company is reorganised, the rights of an Option holder are to be changed to the extent necessary to company with the Listing Rules applying to the reorganisation of capital at the time of the reorganisation.

Crossland Uranium Mines Limited ABN 64 087 595 980

PROXY FORM General Meeting 11am, 28 September 2007

All correspondence to: Registries Limited P O Box R67 Royal Exchange, Sydney NSW 1223 Enquiries: 61 2 9290 9600 Facsimile: 61 2 9279 0664 www.registriesltd.com.au registries@registriesltd.com.au

Shareholder details

Appointment of Proxy

If appointing a proxy to attend the General Meeting on your behalf, please complete the form and submit it in accordance with the directions at the bottom of the page.

I/We being a shareholder/shareholders of the Company pursuant to my/our right to appoint not more than two proxies, appoint

The Chairman of the Write here the name of the person you are Meeting OR appointing if this person is someone other than � (mark with an “X”) the Chairman of the Meeting. Write here the name of the other person you are or failing him/her appointing.

or failing him/her, (or if no proxy is specified above), the Chairman of the meeting, as my/our proxy to vote for me/us and on my/our behalf at the General Meeting to be held at The North Sydney Club, 88 Berry Street, North Sydney NSW on 28 Sep 2007, commencing at 11am and at any adjournment of that meeting.

This proxy is to be used in respect of % of the ordinary shares I/we hold.

If the Chair of the meeting is appointed as your proxy, or may be appointed by default and you do not wish to direct your proxy how to vote as your proxy in respect of Resolution 2, please place a mark in the box. By marking this box, you acknowledge that the Chair of the meeting may exercise your proxy even if he has an interest in the outcome of the resolution and votes cast by the Chair of the meeting for that resolution � other than as proxy holder will be disregarded because of that interest. If you do not mark this box, and you have not directed your proxy how to vote, the Chair will not cast your votes on the resolution and your votes will not be counted in calculating the required majority if a poll is called on the resolution. The Chair intends to vote 100% of all open proxies in favour of the resolution.

Voting directions to your proxy – please mark ⌧ to indicate your directions

RESOLUTION	For	Against	Abstain*
1. Issue of Options to Geoffrey Eupene	�	�	�
2 Issue of Options to Robert Cleary	�	�	�
2. Issue of Options to Patrick Elliott	�	�	�
3. Issue of Options to Peter Walker	�	�	�

• If you mark the Abstain box for a particular item, you are directing your proxy not to vote on your behalf on a show of hands or on a poll and your votes will not be counted in computing the required majority on a poll.

PLEASE SIGN HERE

This section must be signed in accordance with the instructions overleaf to enable your directions to be implemented. Executed in accordance with section 127 of the Corporations Act:

Individual or Shareholder 1 Sole Director & Sole Company Secretary	Joint Shareholder 2 Director	Joint Shareholder 3
		Director / Company Secretary

Dated this

day of

2007

Contact Name Contact Business Telephone / Mobile

General Meeting – Crossland Uranium Mines Limited 28 September 2007 Proxy Form

INSTRUCTIONS FOR COMPLETING PROXY FORM

1. Your pre-printed name and address is as it appears on the share register of the Company. If you are Issuer Sponsored and this information is incorrect, make the correction on the form, sign it and return it to us. Security holders sponsored by a broker on the CHESS subregister should advise their broker of any changes. Please note, you cannot change ownership of your securities using this form.

2. Completion of a proxy form will not prevent individual shareholders from attending the Meeting in person if they wish. Where a shareholder completes and lodges a valid proxy form and attends the Meeting in person, then the proxy’s authority to speak and vote for that shareholder is suspended while the shareholder is present at the Meeting.

3. A shareholder of the Company entitled to attend and vote is entitled to appoint not more than two proxies. Where more than one proxy is appointed, each proxy must be appointed to represent a specified proportion of the shareholder’s voting rights. If the shareholder appoints two proxies and the appointment do not specify this proportion, each proxy may exercise half of the votes.

5. A proxy need not be a shareholder of the Company.

6. If you mark the abstain box for a particular item, you are directing your proxy not to vote on that item on a show of hands or on a poll and that your shares are not to be counted in computing the required majority on a poll.

7. If a representative of a company shareholder is to attend the Meeting, a properly executed original (or certified copy) of the appropriate “Certificate of Appointment of Corporate Representative” should be produced for admission to the Meeting. Previously lodged “Certificates of Appointment of Corporate Representative” will be disregarded by the Company.

8. If a representative as Power of Attorney of a shareholder is to attend the meeting, a properly executed original (or originally certified copy) of an appropriate Power of Attorney should be produced for admission to the Meeting. Previously lodged Powers of Attorney will be disregarded by the Company.

9. Signing Instructions

You must sign this form as follows in the spaces provided:

Individual: Where the holding is in one name, the holder must sign.

Joint Holding: Where the holding is in more than one name, all of the shareholders should sign. Power of Attorney: If you are signing under a Power of Attorney, you must lodge an original or certified photocopy of the appropriate Power of Attorney with your completed Proxy Form.

Companies:

Where the company has a Sole Director who is also the Sole Company Secretary, this form must be signed by that person.

If the company (pursuant to section 204A of the Corporations Act 2001) does not have a Company Secretary, a Sole Director can also sign alone.

Otherwise this form must be signed by a Director jointly with either another Director or a Company Secretary. Please indicate the office held by signing in the appropriate place.

1. Lodgement of a Proxy

This Proxy Form (and any Power of Attorney under which it is signed) must be received at the address below not later than 11 am on 26 September 2007 (48 hours before the commencement of the meeting). Any Proxy Form received after that time will not be valid for the scheduled meeting.

Hand deliveries

Registries Limited

Level 2 28 Margaret Street Sydney NSW 2000

Postal address:

Registries Limited PO Box R67

Royal Exchange NSW 1223

Fax number:

(02) 9279 0664